New Debt Agreement 8-Ks, Trailing 12 Months (SEC, All Filers)

## What this measures

The total over the latest 12 months of original Form 8-K current reports in which a company signs or amends a material agreement that creates a direct financial obligation: in practice a credit agreement, term loan, revolving facility, note purchase agreement or indenture: filings that list Item 1.01 (Entry into a Material Definitive Agreement) together with Item 2.03 (Creation of a Direct Financial Obligation), from every company that files with the SEC. Counted by filing date, monthly, from September 2004, the first full month of the current 8-K item regime.

## Why it matters

A Form 8-K is due within four business days of the event, so these counts move ahead of quarterly reports and court statistics. New and amended debt agreements are the footprint of corporate borrowing: they rise when credit is easy to get and companies refinance, and fall when lenders pull back.

## How to read it

Higher means more filings. The 12-month total smooths out the month-to-month noise of a small count; compare it with the same month a year earlier. The count also moves with the number of companies that report to the SEC, which changes over time, so compare levels across decades with care.

## What it does not say

It counts filings, not companies or dollars: a company can report an event in more than one filing, and a filing says nothing about the size of the debt or charge. Only SEC registrants file 8-Ks, so private companies (most borrowers) are not here, and companies that stopped reporting before a default are missed. A filing filed jointly by a parent and its subsidiaries counts once. Amended reports (8-K/A) are not counted. Asset-backed securities issuers (SIC 6189) and filers with no industry code are left out: in 2005–2007 several hundred note-issuing trusts of two life insurers filed 8-Ks tagged Item 1.03, which would otherwise double those years' bankruptcy counts. The 1.01 + 2.03 pair is a structural proxy: some debt agreements are reported under Item 2.03 alone or Item 1.01 alone and are not counted, and a few counted filings are other obligations such as capital leases or guarantees. Read by Palanor's rules, 2,336 of the 2,442 such filings by S&P 500, Russell 1000 and S&P MidCap 400 companies since 25 September 2023 (96%) name a credit agreement, loan, credit facility, indenture or notes in the Item 1.01 text.

## Source

U.S. Securities and Exchange Commission, EDGAR: the item codes each company lists on its Form 8-K (EDGAR submissions data, https://www.sec.gov/edgar/sec-api-documentation), counted by Palanor. SEC: "Information presented on sec.gov is considered public information and may be copied or further distributed by users of the web site without the SEC's permission."